UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q


                                   (Mark One)

    [X]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

             For the quarterly period ended      SEPTEMBER 30, 2001
                                            -----------------------

                                       OR

    [ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                    For the transition period from to       .
                                                     --------


                           Commission File No. 0-21390

                             AFG INVESTMENT TRUST B
                             ----------------------
             (Exact name of registrant as specified in its charter)


      Delaware                                                   04-3157230
    (State or other jurisdiction of                             (IRS Employer
   incorporation or organization)                         Identification No.)

    88 Broad Street, Boston, MA                                        02110
   (Address of principal executive offices)                        (Zip Code)


Registrant's  telephone  number,  including  area  code     (617)  854-5800
                                                        -------------------


(Former  name,  former  address  and  former  fiscal year, if changed since last
report.)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months  (or  for such shorter period that the registrant was
required  to  file  such  reports),  and  (2)  has  been  subject to such filing
requirements  for  the  past  90  days.
Yes    X  No
   -----



<PAGE>
                             AFG INVESTMENT TRUST B

                                    FORM 10-Q

                                      INDEX



<TABLE>
<CAPTION>


PART I. FINANCIAL INFORMATION:                                                   Page
                                                                                 ----
<S>                                                                              <C>
     Item 1. Financial Statements

                Statement of Financial Position
                at September 30, 2001 and December 31, 2000                         3

                Statement of Operations
                for the three and nine months ended September 30, 2001 and 2000     4

                Statement of Changes in Participants' Capital
                for the nine months ended September 30, 2001 and 2000               5

                Statement of Cash Flows
                for the nine months ended September 30, 2001 and 2000               6

                Notes to the Financial Statements                                   7


     Item 2. Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                               17


PART II. OTHER INFORMATION:

     Item 1 - 6                                                                    25
</TABLE>




















<PAGE>

                             AFG INVESTMENT TRUST B

                         STATEMENT OF FINANCIAL POSITION

                    SEPTEMBER 30, 2001 AND DECEMBER 31, 2000

                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                           September 30,    December 31,
                                                               2001             2000
ASSETS
<S>                                                       <C>              <C>

Cash and cash equivalents                                 $      899,817   $   5,126,793
Rents receivable                                                       -             621
Accounts receivable - affiliate                                   23,726         113,837
Guarantee fee receivable                                               -          41,593
Interest receivable                                                  510           2,948
Interest in EFG Kirkwood                                       2,021,409       1,901,976
Interest in MILPI                                              4,875,815         240,000
Investments - other                                              100,588         100,588
Other assets                                                       8,735             380
Equipment at cost, net of accumulated depreciation
  of $2,772,411 and $5,817,286 at September 30, 2001
  and December 31, 2000, respectively                            918,967       1,052,869
                                                          ---------------  --------------

      Total assets                                        $    8,849,567   $   8,581,605
                                                          ===============  ==============


LIABILITIES AND PARTICIPANTS' CAPITAL

Notes payable                                             $      444,967   $     553,729
Accrued interest                                                     736           1,836
Accrued liabilities                                               93,242         168,432
Accrued liabilities - affiliates                                 221,805          20,040
Deferred rental income                                             8,313           6,555
                                                          ---------------  --------------
     Total liabilities                                           769,063         750,592
                                                          ---------------  --------------


Participants' capital (deficit):
   Managing Trustee                                               (1,137)          1,560
   Special Beneficiary                                                 -          12,621
   Class A Beneficiary Interests (582,017 Interests;
     initial purchase price of $25 each)                       8,873,016       8,575,639
   Class B Beneficiary Interests (1,000,961 Interests;
     initial purchase price of $5 each)                                -          32,568
   Treasury Interests (83,477 Class A Interests at Cost)        (791,375)       (791,375)
                                                          ---------------  --------------
     Total participants' capital                               8,080,504       7,831,013
                                                          ---------------  --------------

     Total liabilities and participants' capital          $    8,849,567   $   8,581,605
                                                          ===============  ==============
</TABLE>



   The accompanying notes are an integral part of these financial statements.
<PAGE>


                             AFG INVESTMENT TRUST B

                             STATEMENT OF OPERATIONS

         FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000

                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                               For the three months ended    For the nine months ended
                                                    September 30,                 September 30,
                                                   2001          2000           2001          2000
                                                              (Restated)                 (Restated)
                                                              (See Note 1)               (See Note 1)
<S>                                           <C>            <C>         <C>            <C>
INCOME

Lease revenue                                 $    123,472   $ 238,160   $    407,245   $  801,568
Interest income                                     10,267      94,054         64,400      272,352
Gain on sale of equipment                            5,382      16,000         75,620       36,124
Gain on sale of investment securities                    -           -              -       21,520
Other income                                         5,074      11,186         33,149       79,296
                                              -------------  ----------  -------------  -----------
  Total income                                     144,195     359,400        580,414    1,210,860
                                              -------------  ----------  -------------  -----------

EXPENSES

Depreciation and amortization                       23,051      32,487         82,476      103,442
Interest expense                                     8,482      11,424         19,803       35,182
Management fees - affiliates                        17,983      15,967         59,644       51,212
Operating expenses - affiliate                     194,356      73,407        632,147      182,106
                                              -------------  ----------  -------------  -----------
  Total expenses                                   243,872     133,285        794,070      371,942
                                              -------------  ----------  -------------  -----------


EQUITY INTERESTS

Equity income (loss) from EFG Kirkwood            (292,956)   (286,560)       119,433      (64,101)
Equity income from MILPI                           278,974           -        343,714            -
                                              -------------  ----------  -------------  -----------
  Total income (loss) from equity interests        (13,982)   (286,560)       463,147      (64,101)
                                              -------------  ----------  -------------  -----------


Net income (loss)                             $   (113,659)  $ (60,445)  $    249,491   $  774,817
                                              =============  ==========  =============  ===========


Net income (loss)
   per Class A Beneficiary Interest           $      (0.19)  $      --   $       0.58   $     0.32
                                              =============  ==========  =============  ===========
   per Class B Beneficiary Interest           $          -   $   (0.04)  $      (0.06)  $     0.33
                                              =============  ==========  =============  ===========
Cash distributions declared
   per Class A Beneficiary Interest           $         --   $      --   $         --   $       --
                                              =============  ==========  =============  ===========
   per Class B Beneficiary Interest           $         --   $      --   $         --   $       --
                                              =============  ==========  =============  ===========
</TABLE>



   The accompanying notes are an integral part of these financial statements.
<PAGE>



                             AFG INVESTMENT TRUST B

                  STATEMENT OF CHANGES IN PARTICIPANTS' CAPITAL

                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001

                                   (UNAUDITED)


<TABLE>
<CAPTION>

                                  Managing      Special            Class A Beneficiaries              Class B Beneficiaries
                                  Trustee     Beneficiary
                                   Amount       Amount            Interests          Amount          Interests         Amount
<S>                              <C>         <C>            <C>                    <C>         <C>                    <C>
 Balance at December 31, 2000    $   1,560   $     12,621                 582,017  $8,575,639              1,000,961  $ 32,568

   Net income (loss)                (2,697)       (12,621)                      -     297,377                      -   (32,568)
                                 ----------  -------------  ---------------------  ----------  ---------------------  ---------

 Balance at September 30, 2001   $  (1,137)  $          -                 582,017  $8,873,016              1,000,961  $      -
                                 ==========  =============  =====================  ==========  =====================  =========


                                  Treasury
                                  Interests     Total
<S>                              <C>          <C>
 Balance at December 31, 2000    $ (791,375)  $7,831,013

   Net income (loss)                      -      249,491
                                 -----------  ----------

 Balance at September 30, 2001   $ (791,375)  $8,080,504
                                 ===========  ==========
</TABLE>






















   The accompanying notes are an integral part of these financial statements.
<PAGE>

                             AFG INVESTMENT TRUST B

                             STATEMENT OF CASH FLOWS

              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000

                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                              2001          2000
                                                                         (Restated)
                                                                         (See Note 1)
<S>                                                       <C>           <C>
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES

Net income                                                $   249,491   $   774,817
Adjustments to reconcile net income to net
 cash provided by (used in) operating activities:
  Depreciation and amortization                                82,476       103,442
  Accretion of bond discount                                        -        (1,626)
  Gain on sale of equipment                                   (75,620)      (36,124)
  Gain on sale of investment securities                             -       (21,520)
  (Income) loss from equity interests                        (463,147)       64,101
Changes in assets and liabilities:
  Rents receivable                                                621       (14,304)
  Accounts receivable - affiliate                              90,111        76,276
  Accounts receivable - other                                       -       (45,333)
  Guarantee fee receivable                                     41,593             -
  Interest receivable                                           2,438         1,520
  Other assets                                                 (8,355)            -
  Accrued interest                                             (1,100)         (506)
  Accrued liabilities                                         (75,190)      (11,808)
  Accrued liabilities - affiliates                             51,765        10,785
  Deferred rental income                                        1,758       (31,068)
                                                          ------------  ------------
    Net cash provided by (used in) operating activities      (103,159)      868,652
                                                          ------------  ------------

CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES

Proceeds from equipment sales                                 143,641       127,576
Interest in EFG Kirkwood                                            -      (411,376)
Investments - other                                                 -       (50,500)
Interest in MILPI                                          (4,158,696)            -
Proceeds from sale of investment securities                         -        53,652
                                                          ------------  ------------
    Net cash used in investing activities                  (4,015,055)     (280,648)
                                                          ------------  ------------

CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES

Proceeds from notes payable                                   471,038             -
Principal payments - notes payable                           (579,800)      (84,369)
Distributions paid                                                  -    (5,300,000)
                                                          ------------  ------------
    Net cash used in financing activities                    (108,762)   (5,384,369)
                                                          ------------  ------------

Net decrease in cash and cash equivalents                  (4,226,976)   (4,796,365)
Cash and cash equivalents at beginning of period            5,126,793    10,193,277
                                                          ------------  ------------
Cash and cash equivalents at end of period                $   899,817   $ 5,396,912
                                                          ============  ============

SUPPLEMENTAL INFORMATION
Cash paid during the period for interest                  $    20,903   $    35,688
                                                          ============  ============
</TABLE>


See  Note  7  to  the  financial statements regarding the Trust's acquisition of
interests  in  MILPI  during  the  nine  months  ended  September  30,  2001.

   The accompanying notes are an integral part of these financial statements.

<PAGE>
                             AFG INVESTMENT TRUST B

                        NOTES TO THE FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2001

          (UNAUDITED)


NOTE  1  -  RESTATEMENT  OF  SEPTEMBER  30,  2000  FINANCIAL  STATEMENTS
------------------------------------------------------------------------

After  AFG  Investment Trust B ("the Trust") filed its Form 10-Q for the quarter
ended  September  30,  2000  (the "September 30, 2000 Form 10-Q) with the United
States  Securities  and Exchange Commission ("SEC"), the Trust received addition
information related to the underlying operations of its interest in EFG Kirkwood
LLC  ("EFG  Kirkwood  LLC").  Consistent  with  the Trust's accounting policy of
recording  the  equity  income  (loss)  of  its  underlying interest when as the
financial  information  becomes  available, the Trust recorded its equity income
(loss)  for  EFG  Kirkwood  for  the  year ended December 31, 2000 in the fourth
quarter  of  2000.  As  a  result, the Trust's financial results reported in its
Annual  Report  on  Form  10-K (the "2000 10-K") for the year ended December 31,
2000  filed  with  the  SEC  properly  reflect  the  entire  year's  operations.

The Trust has restated its Statement of Operations for the three and nine months
ended September 30, 2000 to properly reflect the equity (loss) from EFG Kirkwood
for  these  periods and to facilitate a more meaningful analysis of Management's
Discussion  and Analysis of Financial Condition and Results of Operations. These
adjustments resulted in a net decrease in earnings for the three and nine months
ended  September  30,  2000 of $286,560 ($0.27 and $0.09 per Class A beneficiary
interest  and  Class B beneficiary interest, respectively) and $64,101($0.01 and
$0.04  per  Class  A  beneficiary  interest  and  Class  B beneficiary interest,
respectively).  As a result, the accompanying financial statements for the three
and  nine  months  ended  September 30, 2000 have been restated from the amounts
previously  reported.

NOTE  2  -  BASIS  OF  PRESENTATION
-----------------------------------

The  financial  statements  presented  herein  are  prepared  in conformity with
accounting  principles  generally  accepted  in  the  United  States for interim
financial  reporting  and  the  instructions  for preparing Form 10-Q under Rule
10-01  of Regulation S-X of the SEC and are unaudited.  As such, these financial
statements  do  not  include  all  information and footnote disclosures required
under accounting principles generally accepted in the United States for complete
financial  statements  and,  accordingly,  the accompanying financial statements
should  be  read  in conjunction with the footnotes presented in the 2000 Annual
Report.  Except  as  disclosed  herein, there has been no material change to the
information  presented  in  the  footnotes  to  the  2000  Annual  Report.

In  the  opinion  of  management,  all  adjustments  (consisting  of  normal and
recurring  adjustments)  considered  necessary  to  present fairly the financial
position  at  September 30, 2001 and December 31, 2000 and results of operations
for  the  three and nine months ended September 30, 2001 and 2000 have been made
and  are  reflected.  Operating  results for the nine months ended September 30,
2001  are not necessarily indicative of the results that may be expected for the
entire  year.

Certain  amounts  previously  reported  in  the  December  31,  2000  financial
statements  have  been  reclassified  to  conform  to  the  September  30,  2001
presentation.

The  table below details the allocation of income (loss) in each of the quarters
for  the  nine  months  ended  September  30,  2001.
<TABLE>
<CAPTION>

<S>                 <C>         <C>            <C>              <C>              <C>          <C>
                    Managing    Special        Class A          Class B
                    Trustee     Beneficiary    Beneficiaries    Beneficiaries    Treasury
                    Amount      Amount         Amount           Amount           Interests    Total

December 31, 2000   $   1,560   $     12,621   $    8,575,639   $       32,568   $ (791,375)  $7,831,013
                    ----------  -------------  ---------------  ---------------  -----------  -----------
Net income              6,549         54,031          453,395          140,945            -      654,920
March 31, 2001          8,109         66,652        9,029,034          173,513     (791,375)   8,485,933
                    ----------  -------------  ---------------  ---------------  -----------  -----------

Net loss               (8,109)       (66,652)         (43,496)        (173,513)           -     (291,770)
June 30, 2001               -              -        8,985,538                -     (791,375)   8,194,163
                    ----------  -------------  ---------------  ---------------  -----------  -----------

Net loss               (1,137)             -         (112,522)               -            -     (113,659)
September 30, 2001  $  (1,137)  $          -   $    8,873,016   $            -   $ (791,375)  $8,080,504
</TABLE>




NOTE  3  -  CASH  EQUIVALENTS  AND  INVESTMENT  SECURITIES
----------------------------------------------------------

 The  Trust considers all highly liquid investments with an original maturity of
three  months or less to be cash equivalents. Investment securities consisted of
equity  securities  and  debt  securities  that  were  classified  as
available-for-sale.  Available-for-sale  securities  were carried at fair value,
with  unrealized  gains  and  losses  reported  as  a  separate  component  of
participants'  capital.  The  amortized cost of debt securities was adjusted for
amortization  of  premiums  and  accretion  of  discounts  to  maturity.  Such
amortization  and  accretion are included in interest income on the accompanying
Statement  of  Operations.

At  September  30,  2001,  the  Trust  had  $730,584  invested in federal agency
discount  notes,  repurchase  agreements  secured  by  U.S.  Treasury  Bills  or
interests  in  U.S.  Government  securities,  or  other  highly liquid overnight
investments.

NOTE  4  -  REVENUE  RECOGNITION
--------------------------------

Rents  are  payable  to  the  Trust  monthly,  quarterly or semi-annually and no
significant  amounts  are  calculated on factors other than the passage of time.
The  leases are accounted for as operating leases and are noncancellable.  Rents
received prior to their due dates are deferred.  In certain instances, the Trust
may  enter primary-term, renewal or re-lease agreements, which expire beyond the
Trust's  anticipated  dissolution  date.  This  circumstance  is not expected to
prevent  the  orderly wind-up of the Trust's business activities as the Managing
Trustee  and  the Advisor would seek to sell the then-remaining equipment assets
either  to  the lessee or to a third party, taking into consideration the amount
of  future  noncancellable  rental  payments associated with the attendant lease
agreements.  Future  minimum  rents  of  $510,542  are  due  as  follows:
<TABLE>
<CAPTION>

<S>                                <C>    <C>
For the year ending September 30,   2002  $141,216
                                    2003   138,966
                                    2004   138,216
                                    2005    92,144
                                          --------

 .                                  Total  $510,542
                                          ========
</TABLE>



In  June  2001,  the  Trust  and  certain  affiliated  investment  programs
(collectively,  the  "Reno  Programs")  executed  an agreement with the existing
lessee,  Reno  Air,  Inc.  ("Reno"), to early terminate the lease of a McDonnell
Douglas  MD-87  aircraft that had been scheduled to expire in January 2003.  The
Reno  Programs  received  an  early termination fee of $840,000 and a payment of
$400,000  for  certain  maintenance required under the existing lease agreement.
The Trust's share of the early termination fee was $74,424, which was recognized
as  lease  revenue  during the three months ended June 30, 2001 and its share of
the  maintenance  payment  was  $35,440,  which  was  accrued  as  a maintenance
obligation  at  September 30, 2001.  Coincident with the termination of the Reno
lease, the aircraft was re-leased to Aerovias de Mexico, S.A. de C.V. for a term
of  four  years.  The  Reno  Programs  will receive rents of $6,240,000 over the
lease  term,  of  which  the  Trust's  share  is  $552,864.


NOTE  5  -  EQUIPMENT
---------------------

The  following  is  a  summary  of equipment owned by the Trust at September 30,
2001.  Remaining  Lease  Term  (Months), as used below, represents the number of
months  remaining  from  September  30, 2001 under contracted lease terms and is
presented  as  a  range  when  more than one lease agreement is contained in the
stated  equipment  category.  A  Remaining  Lease  Term  equal  to zero reflects
equipment  either  held for sale or re-lease or being leased on a month-to-month
basis.  In the opinion of Equis Financial Group Limited Partnership ("EFG"), the
acquisition  cost  of  the  equipment  did  not  exceed  its  fair market value.
<TABLE>
<CAPTION>



                                             Remaining
                                               Lease
                                                Term      Equipment
     Equipment Type                           (Months)     at Cost
-------------------------------------------  ----------  ------------
<S>                                          <C>         <C>
Materials handling                                 0-15  $ 1,326,124
Aircraft                                             45    1,239,741
Computer and peripherals                              0    1,026,843
Trailers and intermodal containers                    0       56,976
Manufacturing                                         0       41,694
                                                         ------------
 Total equipment cost                                 .    3,691,378
 Accumulated depreciation                             .   (2,772,411)
                                                         ------------
 Equipment, net of accumulated depreciation           .  $   918,967
                                                         ============
</TABLE>


At September 30, 2001, the Trust's equipment portfolio included equipment having
a  proportionate  original  cost  of  approximately  $2,120,000,  representing
approximately  57%  of  total  equipment  cost.

Certain  of  the equipment and related lease payment streams were used to secure
the  Trust's  loan with a third party lender. The preceding summary of equipment
includes leveraged equipment having an original cost of approximately $1,240,000
and  a  net  book  value  of  $915,000  at  September  30,  2001  (see  Note 9).

At  September 30, 2001, the cost of fully depreciated equipment held for sale or
re-lease  was  approximately  $859,000. The Managing Trustee is actively seeking
the  sale  or  re-lease of all equipment not on lease.  In addition, the summary
above  includes  equipment  being  leased  on  a  month-to-month  basis.


NOTE  6  -  INTEREST  IN  EFG  KIRKWOOD
---------------------------------------

On  May  1,  1999,  the  Trust  and  three  affiliated  trusts (collectively the
"Trusts") and Semele Group Inc. ("Semele") formed a joint venture, EFG Kirkwood,
for  the  purpose  of acquiring preferred and common stock interests in Kirkwood
Associates  Inc.  ("KAI").  The Trusts purchased Class A membership interests in
EFG  Kirkwood and Semele purchased Class B membership interests in EFG Kirkwood.
Generally,  the  Class  A  interest  holders  are  entitled to certain preferred
returns  prior  to  distribution  payments  to  the Class B interest holder. The
Trusts collectively own 100% of the Class A membership interests in EFG Kirkwood
and  Semele owns 100% of the Class B membership interests. The Trusts' interests
in EFG Kirkwood constitute 50% of the voting securities of that entity under the
operating  agreement for the LLC, which gives equal voting rights to Class A and
Class  B  membership  interests.  The  Managing  Trustee  is  the manager of EFG
Kirkwood.

On April 30, 2000, KAI's ownership interests in certain assets and substantially
all  of  its  liabilities  were  transferred  to  Mountain  Resort  Holdings LLC
("Mountain  Resort").  On  May  1,  2000, EFG Kirkwood exchanged its interest in
KAI's common and preferred stock for corresponding pro-rata membership interests
in  Mountain  Resort.  EFG  Kirkwood holds approximately 37.9% of the membership
interests  in  Mountain  Resort.  Mountain  Resort,  through  four  wholly owned
subsidiaries,  owns  and  operates  the  Kirkwood  Mountain Resort, a ski resort
located  in  northern  California,  a  public  utility  that  services the local
community, and land that is held for residential and commercial development. The
Trust  holds  a  18.6%  membership  interest in EFG Kirkwood and correspondingly
holds  20%  of  EFG  Kirkwood's  Class  A  voting  rights.

Subsequent  to  making  its  ownership interest in Mountain Resort, EFG Kirkwood
acquired  50%  of  the  membership  interests  in  Mountain  Springs Resorts LLC
("Mountain  Springs"). Mountain Springs, through a wholly owned subsidiary, owns
80%  of  the  common  stock and 100% of the Class B Preferred stock in an entity
that  owns  the  Purgatory  Ski  resort  in  Durango,  Colorado.

The  Trust's  ownership  interest  in  EFG  Kirkwood  had  an  original  cost of
$1,997,076;  including  a  1% acquisition fee ($19,773) paid to EFG. The Trust's
ownership interest in EFG Kirkwood is accounted for on the equity method and the
Trust  recorded a loss of $292,956 and income of $119,433, respectively, for the
three  and nine months ended September 30, 2001, representing its pro-rata share
of  the  net income of EFG Kirkwood.  During the three and nine months September
30,  2000, the Trust recorded a loss of $286,560 and $64,101, respectively, from
its  interest  in  EFG  Kirkwood.

The  table  below  provides  comparative  summarized  income  statement data for
Mountain  Resort  and  the  Purgatory  Ski  Resort  for the three and nine month
periods  ended  September  30,  2001  and  2000,  respectively.  The  operating
companies  have  different fiscal year end dates than the Trust.  Therefore, the
operating  results  shown  below have been conformed to the three and nine month
periods  ended  September  30,  2001  and  2000,  respectively.

<TABLE>
<CAPTION>

<S>                     <C>              <C>              <C>              <C>

                           Three            Three            Nine             Nine
                        months ended     months ended     Months ended     Months ended
                        September 30,    September 30,    September 30,    September 30,
                            2001             2000             2001             2000
                                                                           ---------------
Mountain Resort:
Total revenues          $    3,223,274   $    3,170,247   $   22,378,487   $   21,649,975
Total expenses              (4,531,949)      (4,440,353)     (21,535,057)     (20,322,407)
Income taxes                        --               --          (52,243)          (2,400)
                        ---------------  ---------------  ---------------  ---------------
Net income (loss)          ($1,308,675)     ($1,270,106)  $      791,187   $    1,325,168
                        ===============  ===============  ===============  ===============

Purgatory Ski Resort:
Total revenues          $      868,486   $      919,297   $   12,014,674   $    9,693,552
Total expenses              (2,966,166)      (3,036,123)     (11,542,289)     (11,388,497)
                        ---------------  ---------------  ---------------  ---------------
Net income (loss)          ($2,097,680)     ($2,116,826)  $      472,385      ($1,694,945)
                        ===============  ===============  ===============  ===============
</TABLE>





NOTE  7  -  INTEREST  IN  MILPI
-------------------------------

In  December  2000,  the  Trust  and  three affiliated Trusts (collectively, the
"Trusts")  formed  MILPI Holdings, LLC ("MILPI"), which formed MILPI Acquisition
Corp.  ("MILPI  Acquisition"),  a  wholly  owned subsidiary of MILPI. The Trusts
collectively  paid $1.2 million for their membership interest in MILPI and MILPI
purchased  the  shares  of  MILPI Acquisition for an aggregate purchase price of
$1.2  million  at December 31, 2000. MILPI Acquisition entered into a definitive
agreement  (the  "Agreement") with PLM International, Inc. ("PLM"), an equipment
leasing and asset management company, for the purpose of acquiring up to 100% of
the  outstanding common stock of PLM, for an approximate purchase price of up to
$27  million.  In  connection  with the acquisition, on December 29, 2000, MILPI
Acquisition  commenced  a  tender  offer  to  purchase  any  and  all  of  PLM's
outstanding  common  stock.

Pursuant  to the cash tender offer, MILPI Acquisition acquired approximately 83%
of  the  PLM  common  stock  in  February  2001  for  a  total purchase price of
approximately $21.7 million. Under the terms of the Agreement, with the approval
of  the  holders  of  50.1%  of  the  outstanding  common  stock  of  PLM, MILPI
Acquisition  will merge into PLM, with PLM being the surviving entity. PLM filed
a  proxy  statement  with  the Securities and Exchange Commission (the "SEC") on
February 9, 2001 for a special meeting of its shareholders to vote on the merger
proposal.  Because  MILPI  Acquisition  owns approximately 83% of the PLM common
stock,  its  vote alone would be sufficient to assure the approval of the merger
proposal  at  the special meeting and MILPI has agreed to vote all of its shares
in  favor  of the merger proposal. Once the merger is approved, the Trusts would
then  jointly own 100% of the outstanding common stock of PLM through their 100%
interest  in  MILPI.  However, completion of the SEC staff's review of the proxy
statement  for  approval  of the merger is dependent in part on the satisfactory
resolution  of  the  Trust's  discussions  with the staff regarding its possible
status  as  an  inadvertent  investment  company. If the merger is approved, the
Trusts  may  be  required  to  provide an additional $4.4 million to acquire the
remaining  approximate  17%  of  PLM's  outstanding  common  stock.

The  Trust  has  a  20%  membership interest in MILPI having an original cost of
$4,548,696.  The  cost  of  the  Trust's  interest  in  MILPI  reflects  MILPI
Acquisition's  cost  of  acquiring the common stock of PLM, including the amount
paid  for  the  shares  tendered  of  $4,355,145, a 1% acquisition fee paid to a
wholly-owned  subsidiary  of Semele of $43,551 and capitalized transaction costs
of  $150,000.  The capitalized transaction costs will be reimbursed by the Trust
to  MILPI  and  are  included  in  Accrued  Liabilities  -  Affiliates  on  the
accompanying  Statement of Financial Position at September 30, 2001.  During the
quarter  ended  June  30,  2001,  the  Trusts obtained additional information to
refine  the estimate of the fair values of the underlying net assets of MILPI at
February  9,  2001.  The  Trust's  cost  basis  in  its  interest  in  MILPI was
determined  to be approximately $210,000 greater than its equity interest in the
underlying  net  assets  of  MILPI at February 9, 2001. This difference is being
amortized over a period of 7 years beginning March 1, 2001. The amount amortized
is  included  as  an offset to Interest in MILPI and was $16,595 during the nine
months  ended  September  30,  2001.

Equis  II  Corporation  has  voting  control of the Trusts and owns the Managing
Trustee  of  the  Trusts.  Semele  owns  Equis II Corporation. Mr. Engle and Mr.
Coyne,  who  are  a director and an officer of the Trust, respectively, are also
officers  and  directors of, and own significant stock in, Semele. Mr. Engle and
Mr.  Coyne  are  officers  and  directors  of  MILPI  Acquisition.

The  Trust's  ownership  interest in MILPI is accounted for on the equity method
and the Trust recorded income of $278,974 and $343,714, respectively, during the
three  and nine months ended September 30, 2001, representing its pro-rata share
of  the  income  of  MILPI.

The  table below provides summarized income statement data for PLM for the three
and nine month period ended September 30, 2001.  The acquisition of PLM occurred
in  February  2001.
<TABLE>
<CAPTION>

<S>                                  <C>                   <C>
                                     Three months ended    Nine months ended
                                     September 30, 2001    September 30, 2001

Total operating revenues             $         3,434,000   $         8,770,000
Total operating expenses                      (1,216,000)           (5,665,000)
Other income                                      99,000               270,000
                                     --------------------  --------------------
Income before income taxes                     2,317,000             3,375,000
Provision for income taxes                      (882,000)           (1,304,000)
                                     --------------------  --------------------

Net income                           $         1,435,000   $         2,071,000
                                     ====================  ====================

Equity income from MILPI             $           278,974   $           343,714
Goodwill amortization in connection
  with PLM                                        (7,484)              (16,595)
                                     --------------------  --------------------
Net income from PLM after goodwill
  amortization                       $           271,490   $           327,119
                                     ====================  ====================
</TABLE>




NOTE  8  -  RELATED  PARTY  TRANSACTIONS
----------------------------------------

All  operating  expenses  incurred by the Trust are paid by EFG on behalf of the
Trust  and EFG is reimbursed at its actual cost for such expenditures.  Fees and
other  costs  incurred during the nine months ended September 30, 2001 and 2000,
which  were  paid  or  accrued  by  the  Trust  to EFG or its Affiliates, are as
follows:
<TABLE>
<CAPTION>


                                   2001      2000
                                 --------  --------
<S>                              <C>       <C>
Acquisition fees                 $ 43,551  $  4,810
Management fees                    59,644    51,212
Administrative charges             78,120    82,027
Reimbursable operating expenses
   due to third parties           554,027   100,079
                                 --------  --------

          Total                  $735,342  $238,128
                                 ========  ========
</TABLE>


All  rents  and  proceeds from the sale of equipment are paid directly to either
EFG  or  to  a  lender.  EFG  temporarily deposits collected funds in a separate
interest-bearing  escrow account prior to remittance to the Trust.  At September
30,  2001,  the  Trust  was  owed $23,726 by EFG for such funds and the interest
thereon.  These  funds  were  remitted  to  the  Trust  in  October  2001.


NOTE  9  -  NOTE  PAYABLE
-------------------------

Notes  payable  at  September  30, 2001 consisted of a 7.03% fixed interest rate
installment  note  of  $444,967  payable  to  an  institutional  lender.  The
installment  note  is non-recourse and is collateralized by the Trust's interest
in  an aircraft leased to Aerovias de Mexico, S.A. de C.V. and the assignment of
the  related lease payments.  The Trust makes monthly debt and interest payments
and the debt will be fully amortized at the expiration of the related lease term
in  June  2005.

In  June  2001,  the  Trust  and  certain  affiliated  investment  programs
(collectively,  the  "Reno  Programs")  executed  an agreement with the existing
lessee,  Reno  Air,  Inc.  ("Reno"), to early terminate the lease of a McDonnell
Douglas  MD-87  aircraft  that  had  been  scheduled  to expire in January 2003.
Coincident with the termination of the Reno lease, the aircraft was re-leased to
Aerovias  de  Mexico,  S.A.  de  C.V.  for  a term of four years.  (See Note 4 -
Revenue  Recognition).  The  Reno  Programs executed a debt agreement with a new
lender  collateralized by the aircraft and assignment of the Aerovias de Mexico,
S.A.  de  C.V.  lease  payments.  The  Reno  Programs  received debt proceeds of
$5,316,482,  of  which  the  Trust's share was $471,038.  The Trust used the new
debt  proceeds  and  a  portion of certain other receipts from Reno to repay the
outstanding  balance  of  the  existing  indebtedness related to the aircraft of
$493,137  and  accrued  interest  and  fees  of  $7,347.

Management  believes  that  the carrying amount of the note payable approximates
fair  value  at  September 30, 2001 based on its experience and understanding of
the  market  for  instruments  with  similar  terms.

The  annual  maturities  of  the  note  are  as  follows:
<TABLE>
<CAPTION>

<S>                                <C>    <C>
For the year ending September 30,   2002  $110,169
                                    2003   118,232
                                    2004   126,837
                                    2005    89,729
                                          --------

 .                                 Total  $444,967
                                          ========
</TABLE>



NOTE  10  -  GUARANTEE  AGREEMENT
---------------------------------

On  March  8,  2000,  the  Trust  and three affiliated trusts (collectively, the
"Trusts")  entered  into  a  guarantee agreement whereby the Trusts, jointly and
severally,  guaranteed  the  payment  obligations under a master lease agreement
between  Echelon  Commercial  LLC,  a  newly-formed  Delaware  company  that  is
controlled  by  Gary  D. Engle, President and Chief Executive Officer of EFG, as
lessee,  and Heller Affordable Housing of Florida, Inc., and two other entities,
as lessor ("Heller"). The lease payments of Echelon Commercial LLC to Heller are
supported  by  lease payments to Echelon Commercial LLC from various sub-lessees
who  are parties to commercial and residential lease agreements under the master
lease  agreement.  The guarantee of lease payments by the Trusts was capped at a
maximum  of  $34,500,000, excluding expenses that could result in the event that
Echelon  Commercial LLC defaulted under the terms of the master lease agreement.

As  a result of principal reductions on the average guarantee amount, an amended
and  restated  agreement  was  entered  into  in December 2000, that reduced the
guaranteed  amount  among  the  Trusts.  During  the quarter ended September 30,
2001,  the  requirements  of  the  guarantee  agreement  were  met and the Trust
received payment for all outstanding amounts totaling $74,112, including $29,571
of  income  related to the guarantee agreement recognized during the nine months
ended  September 30, 2001.  During the nine months ended September 30, 2000, the
Trust  received  an  upfront  cash fee of $57,900 and recognized total income of
$79,296  from  the guarantee.  The guarantee fee is reflected as Other Income on
the  accompanying Statement of Operations.  The Trust has no further obligations
under  the  guarantee  agreement.

NOTE  11  -  CONTINGENCIES
--------------------------

The  Investment  Company  Act  of  1940  (the  "Act") places restrictions on the
capital  structure  and  business activities of companies registered thereunder.
The  Trust  has  active  business operations in the financial services industry,
primarily  equipment  leasing,  and  in  the  real  estate  industry through its
interest  in  EFG  Kirkwood.  The  Trust does not intend to engage in investment
activities  in a manner or to an extent that would require the Trust to register
as  an  investment company under the Act. However, it is possible that the Trust
may unintentionally engage in an activity or activities that may be construed to
fall within the scope of the Act. The Managing Trustee is engaged in discussions
with  the  staff  of the Securities and Exchange Commission regarding whether or
not  the  Trust may be an inadvertent investment company by virtue of its recent
acquisition  activities.  If  the  Trust  was  determined  to  be  an investment
company, its business would be adversely affected.  The Act, among other things,
prohibits  an  unregistered investment company from offering securities for sale
or  engaging  in  any business or interstate commerce.  The Managing Trustee has
consulted  counsel and believes that the Trust is not an investment company.  If
necessary,  the  Trust  intends  to  avoid being deemed an investment company by
disposing  of or acquiring certain assets that it might not otherwise dispose of
or  acquire.


NOTE  12  -  OPERATING  SEGMENTS
--------------------------------

The Trust has two principal operating segments: 1) Equipment Leasing and 2) Real
Estate  Ownership,  Development  &  Management.  The  Equipment  Leasing segment
includes the management of the Trust's equipment lease portfolio and the Trust's
interest  in  MILPI.  MILPI  owns  MILPI  Acquisition,  which  owns the majority
interest  in PLM an equipment leasing and asset management company (See Note 7).
The  Real  Estate  segment includes the ownership, management and development of
commercial properties, recreational properties, condominiums, interval ownership
units,  townhomes,  single  family  homes  and  land  sales  through the Trust's
ownership  interests  in  EFG  Kirkwood.

The  Trust's  reportable  segments  offer different products or services and are
managed  separately  because  each  requires  different operating strategies and
management  expertise.  There  are  no material intersegment sales or transfers.

Segment  information  for the three and nine months ended September 30, 2001 and
2000  is  summarized  below.
<TABLE>
<CAPTION>
                                             Three months ended     Nine months ended
                                                September 30,        September 30,
                                            2001        2000        2001        2000
<S>                                      <C>         <C>         <C>         <C>
Total Income:
   Equipment leasing                     $ 423,169   $ 359,400   $  924,128  $1,210,860
   Real estate                            (292,956)   (286,560)     119,433     (64,101)
                                         ----------  ----------  ----------  -----------
     Total                               $ 130,213   $  72,840   $1,043,561  $1,146,759
                                         ==========  ==========  ==========  ===========

Operating Expenses, Management Fees
  and Other Expenses:
   Equipment leasing                     $ 196,127   $  85,167   $  648,107  $  225,513
   Real estate                              16,212       4,207       43,684       7,805
                                         ----------  ----------  ----------  -----------
     Total                               $ 212,339   $  89,374   $  691,791  $  233,318
                                         ==========  ==========  ==========  ===========

Interest Expense:
   Equipment leasing                     $   8,482   $  11,424   $   19,803  $   35,182
   Real estate                                   -           -            -           -
                                         ----------  ----------  ----------  -----------
     Total                               $   8,482   $  11,424   $   19,803  $   35,182
                                         ==========  ==========  ==========  ===========

Depreciation and Amortization Expense:
   Equipment leasing                     $  23,051   $  32,487   $   82,476  $  103,442
   Real estate                                   -           -            -           -
                                         ----------  ----------  ----------  -----------
     Total                               $  23,051   $  32,487   $   82,476  $  103,442
                                         ==========  ==========  ==========  ===========

 Net Income (Loss)                       $(113,659)  $ (60,445)  $  249,491  $  774,817
                                         ==========  ==========  ==========  ===========
</TABLE>




Three  and  nine  months ended September 30, 2001 compared to the three and nine
--------------------------------------------------------------------------------
months  ended  September  30,  2000:
------------------------------------

Results  of  Operations
-----------------------

Equipment  Leasing
------------------

For  the  three  and  nine  month  periods  ended  September 30, 2001, the Trust
recognized  lease  revenue  of  $123,472 and $407,245, respectively, compared to
$238,160  and  $801,568, respectively, for same periods in 2000. The decrease in
lease  revenue  from 2000 to 2001 resulted primarily from lease term expirations
and  the  sale  of equipment.  Future lease term expirations and equipment sales
will  result  in  a  reduction  in  the  lease  revenue  recognized.

The Trust's equipment portfolio includes certain assets in which the Trust holds
a  proportionate ownership interest.  In such cases, the remaining interests are
owned  by  an  affiliated  equipment  leasing  program  sponsored  by  EFG.
Proportionate  equipment  ownership  enables  the Trust to further diversify its
equipment  portfolio  by  participating  in  the  ownership  of selected assets,
thereby  reducing  the  general  levels  of  risk,  which  could  result  from a
concentration  in  any single equipment type, industry or lessee.  The Trust and
each  affiliate individually report, in proportion to their respective ownership
interests,  their  respective  shares  of  assets,  liabilities,  revenues,  and
expenses  associated  with  the  equipment.

In  June  2001,  the  Trust  and  certain  affiliated  investment  programs
(collectively,  the  "Reno  Programs")  executed  an agreement with the existing
lessee  to  early terminate the lease with Reno Air, Inc. of a McDonnell Douglas
MD-87  aircraft  that  had  been  scheduled to expire in January 2003.  The Reno
Programs received an early termination fee of $840,000 and a payment of $400,000
for  certain  maintenance  required  under  the  existing  lease agreement.  The
Trust's  share of the early termination fee was $74,424, which was recognized as
operating  lease revenue during the nine months ended September 30, 2001 and its
share  of the maintenance payment was $35,440, which is accrued as a maintenance
obligation  at  September 30, 2001.  Coincident with the termination of the Reno
lease, the aircraft was re-leased to Aerovias de Mexico, S.A. de C.V. for a term
of  four  years.  The  Reno  Programs  will receive rents of $6,240,000 over the
lease  term,  of  which  the  Trust's  share  is  $552,864.

Interest  income  for  the three and nine month periods ended September 30, 2001
was  $10,267  and  $64,400,  respectively,  compared  to  $94,054  and $272,352,
respectively,  for  the  same  periods  in  2000.  Generally  interest income is
generated  from  the temporary investment of rental receipts and equipment sales
proceeds  in  short-term  instruments.  The  amount of future interest income is
expected  to  fluctuate as a result of changing interest rates and the amount of
cash  available  for  investment,  among  other  factors.

During the three and nine month periods ended September 30, 2001, the Trust sold
equipment  having a net book value of $739 and $68,021, respectively to existing
lessees  and  third  parties.  These sales resulted in a net gain, for financial
statement  purposes,  of  $5,382  and  $75,620,  respectively.

During the three and nine month periods ended September 30, 2000, the Trust sold
fully  depreciated  equipment  and equipment having a net book value of $91,452,
respectively,  to existing lessees and third parties.  These sales resulted in a
net  gain,  for  financial  statement  purposes,  of  $16,000  and  $36,124,
respectively.

It  cannot  be determined whether future sales of equipment will result in a net
gain or a net loss to the Trust, as such transactions will be dependent upon the
condition  and type of equipment being sold and its marketability at the time of
sale.  In  addition, the amount of gain or loss reported for financial statement
purposes  is  partly  a  function  of  the  amount  of  accumulated depreciation
associated  with  the  equipment  being  sold.

The  ultimate  realization  of  residual  value  for  any  type  of equipment is
dependent  upon  many  factors,  including  EFG's  ability  to sell and re-lease
equipment.  Changing market conditions, industry trends, technological advances,
and  many  other  events can converge to enhance or detract from asset values at
any  given  time.  EFG  attempts  to  monitor these changes in order to identify
opportunities  which  may  be  advantageous to the Trust and which will maximize
total  cash  returns  for  each  asset.

The  total  economic  value  realized  upon  final  disposition of each asset is
comprised  of all primary lease term revenue generated from that asset, together
with its residual value.  The latter consists of cash proceeds realized upon the
asset's  sale  in  addition to all other cash receipts obtained from renting the
asset on a re-lease, renewal or month-to-month basis.  The Trust classifies such
residual  rental payments as lease revenue.  Consequently, the amount of gain or
loss  reported  in the financial statements is not necessarily indicative of the
total  residual  value  the  Trust  achieved  from  leasing  the  equipment.

During  the  nine  months  ended  September  30, 2000, the Trust sold investment
securities  having  a  book value of $32,132, resulting in a gain, for financial
statement  purposes,  of  $21,520.

On March 8, 2000, the Trust and three affiliated trusts entered into a guarantee
agreement  whereby  the  trusts,  jointly  and severally, guaranteed the payment
obligations  under  a  master lease agreement between Echelon Commercial LLC, as
lessee,  and Heller Affordable Housing of Florida, Inc., and two other entities,
as  lessor.  (See  Note  10.)   During the quarter ended September 30, 2001, the
requirements  of the guarantee agreement were met and the Trust received payment
for  all  outstanding  amounts  totaling  $74,112,  including  $29,571 of income
related  to  the  guarantee  agreement  recognized  during the nine months ended
September  30, 2001.  During the nine months ended September 30, 2000, the Trust
received  an  upfront cash fee of $57,900 and recognized total income of $79,296
from  the  guarantee.  The  guarantee  fee  is  reflected as Other Income on the
accompanying  Statement  of  Operations.  The  Trust  has no further obligations
under  the  guarantee  agreement.

Depreciation  expense for the three and nine months ended September 30, 2001 was
$15,567  and  $65,881,  respectively,  compared  to  $32,487  and  $103,442,
respectively,  for  the same periods in 2000.  For financial reporting purposes,
to the extent that an asset is held on primary lease term, the Trust depreciates
the difference between (i) the cost of the asset and (ii) the estimated residual
value  of  the  asset  on a straight-line basis over such term.  For purposes of
this  policy,  estimated residual values represent estimates of equipment values
at  the  date  of primary lease expiration.  To the extent that an asset is held
beyond  its  primary lease term, the Trust continues to depreciate the remaining
net  book value of the asset on a straight-line basis over the asset's remaining
economic  life.

Interest  expense  for  the  three  and nine months ended September 30, 2001 was
$8,482 and $19,803, respectively, compared to $11,424 and $35,182, respectively,
for  the  same periods in 2000.  Interest expense will decrease in the future as
the  principal  balance  of  notes payable is reduced through the application of
rent  receipts  to  outstanding  debt.

Management  fees  related  to  equipment  leasing  were  $1,771  and  $15,960,
respectively, for the three and nine months ended September 30, 2001 and $11,760
and  $43,407,  respectively,  for the same periods in 2000.  Management fees are
based on 5% of gross lease revenue generated by operating leases and 2% of gross
lease  revenue  generated by full payout leases, subject to certain limitations.
In  addition,  management  fees  included  a  fee of 1% of the cost of the MILPI
interests.

Operating  expenses  were $194,356 and $632,147 during the three and nine months
ended September 30, 2001 compared to $73,407 and $182,106, respectively, for the
same  periods  in  2000.  In  2001,  operating  expenses  included approximately
$113,000  for  ongoing  legal  matters.  Operating  expenses  also  included
approximately  $66,000  of costs reimbursed to EFG as a result of the successful
acquisition  of  the  PLM  common  stock  by MILPI Acquisition and approximately
$151,000  of  costs  related  to  aircraft  maintenance  and  the re-lease of an
aircraft  in  June  2001.  In conjunction with the acquisition of the PLM common
stock,  EFG  became  entitled to recover certain out of pocket expenses which it
had  previously  incurred.  Other  operating  expenses  consist  primarily  of
administrative  charges,  professional  service  costs,  such as audit and legal
fees,  as well as printing, distribution and remarketing expenses. The amount of
future  operating  expenses  cannot  be  predicted with certainty; however, such
expenses  are  usually higher during the acquisition and liquidation phases of a
trust.  Other  fluctuations typically occur in relation to the volume and timing
of  remarketing  activities.

During  the  three  and nine months ended September 30, 2001, the Trust recorded
income  of  $278,974  and $343,714, respectively, from its ownership interest in
MILPI.  This  income  represents  the  Trust's  share of the net income of MILPI
recorded  under  the equity method of accounting.  The Trust recorded $7,484 and
$16,595,  respectively,  of  amortization  expense for the three and nine months
ended  September 30, 2001, which related to the goodwill recorded at the time of
the  acquisition  of  the  PLM  common stock by MILPI Acquisition. (See Note 7.)

The  Trust's  income  from  MILPI results from MILPI's indirect ownership of PLM
common  stock  acquired in February 2001.  PLM is an equipment leasing and asset
management  company.

During  the  three  and  nine  months  ended  September 30, 2001, PLM recognized
operating  revenues  of  approximately  $3,434,000 and approximately $8,770,000,
respectively.  Revenues  for  the  three  months  ended  September  30, 2001 are
comprised  primarily  of  management  fees  of  approximately  $1,375,000  and
$1,847,000  of  acquisition  and  lease negotiation fees.  Revenues for the nine
months  ended  September  30, 2001 are comprised primarily of management fees of
approximately  $4,362,000,  acquisition  and  lease  negotiation  fees  of
approximately  $2,032,000  and operating lease income of approximately $695,000.

During  the  three and nine months ended September, 30, 2001, PLM incurred total
operating  expenses  of  approximately  $1,216,000 and approximately $5,665,000,
respectively.  Operating  expenses for the three months ended September 30, 2001
are  comprised primarily of general and administrative expenses of approximately
$658,000  and  operations  support  expenses of approximately $453,000.  For the
nine months ended September 30, 2001, operating expenses are comprised primarily
of  general  and  administrative  expenses  of  approximately  $4,054,000  and
operations  support  expenses  of approximately $1,092,000, which include salary
and  office-related  expenses  for  operational  activities.

During  the three and nine months ended September 30, 2001, PLM recognized other
income  of  approximately  $101,000  and  $270,000,  approximately,  comprised
primarily  of  interest income earned on investments.  During the three and nine
months  ended  September  30,  2001,  PLM  also  incurred  income tax expense of
approximately  $882,000  and  $1,304,000,  respectively.


Real  Estate
------------

Management fees for non-equipment assets were $16,212 and $43,684, respectively,
for  the  three  and nine months ended September 30, 2001 compared to $4,207 and
$7,805,  respectively,  for  the  same  periods  in  2000.  Management  fees for
non-equipment  assets,  excluding  cash, are 1% of such assets under management.

The  Trust  has  an  ownership interest in EFG Kirkwood. EFG Kirkwood is a joint
venture  among the Trust, certain affiliated Trusts and Semele and is managed by
AFG  ASIT  Corporation. EFG Kirkwood is a member in two joint ventures, Mountain
Resort  Holdings  LLC  ("Mountain  Resort")  and  Mountain  Springs  Resort  LLC
("Mountain  Springs").  See  Note  6.

Mountain  Resort,  through four wholly owned subsidiaries, owns and operates the
Kirkwood  Mountain Resort, a ski resort located in northern California, a public
utility that services the local community, and land that is held for residential
and commercial development. Mountain Springs, through a wholly owned subsidiary,
owns  a  controlling  interest in the Purgatory Ski resort in Durango, Colorado.

For  the  three  and  nine  month  periods  ended  September 30, 2001, the Trust
recorded  a  loss  of  $292,956  and  income of $119,433, respectively, from its
ownership  interest  in  EFG  Kirkwood.  For  the  three  and  nine months ended
September  30,  2000,  the  Trust  recorded  a  loss  of  $286,560  and $64,101,
respectively,  from  its  ownership interest in EFG Kirkwood. This income (loss)
represents  the  Trust's share of the net income (loss) of EFG Kirkwood recorded
under  the  equity  method  of  accounting.  Due  to  the seasonal nature of EFG
Kirkwood's  operations, the financial results of the three and nine months ended
September  30,  2001  and may not be indicative of future periods  (See Note 6).

Mountain Resort is primarily a ski and mountain recreation resort with more than
2,000 acres of terrain, located approximately 32 miles south of Lake Tahoe.  The
resort  receives  approximately  70% of its revenues from winter ski operations,
primarily ski, lodging, retail and food and beverage services with the remainder
of  the  revenues  generated  from summer outdoor activities, including mountain
biking,  hiking  and  other  activities.  Other operations include a real estate
development  division, which has developed and is managing a 40-unit condominium
residential  and commercial building, an electric and gas utility company, which
operates  as  a regulated utility company and provides electric and gas services
to  the  Kirkwood  community,  and  a  real  estate  brokerage  company.

During  the nine months ended September 30, 2001, Mountain Resort recorded total
revenues  of  $22,378,487  compared  to $21,649,975 for the same period in 2000.
The  increase  in  total revenues from 2000 to 2001 of $728,512 is the result an
increase  in  ski-related  revenues  offset by a decrease in residential-related
revenues.

Ski-related  revenues  and  other  operations  revenues  increased approximately
$2,350,000  and  approximately $927,000, respectively, for the nine months ended
September  30,  2001  compared  to  the  same  period  in 2000.  The increase in
ski-related revenues resulted from improved weather conditions during the winter
season,  which  attracted  more skiers.  Improved weather conditions resulted in
the  resort supporting approximately 260,000 skiers for the nine months ended in
2001  as  compared  to  181,000  for  the  same  period  in  2000.

Residential-related  revenues  decreased  approximately  $2,549,000 for the nine
months  ended 2001 as compared to 2000.  Construction was completed on a 40-unit
condominium  residential  and  commercial  building  in  December  1999 and as a
result,  a  significant number of condominium sales closed in January 2000.  For
the  nine  months  ended  September  30,  2001,  residential  revenues  were
approximately  $513,000  compared  to  residential  revenues  of  approximately
$3,062,000  for  the  same  period  in  2000.

During  the  nine  months  ended  September  30,  2001,  Kirkwood recorded total
expenses of $21,535,057 compared to $20,322,407 for the same period in 2000. The
increase  in  total  expenses  of  $1,212,650 from 2000 to 2001 is the result an
increase  in  ski-related  expenses  offset by a decrease in residential-related
expenses.

Ski-related  expenses  and  other  operations  expenses  increased approximately
$2,392,000  and approximately $555,000, respectively, as a result of an increase
in  ski-related  revenues  and  other  operations  revenues, as discussed above.
Residential-related expenses decreased approximately $1,734,000 as a result of a
decrease  in  cost of sales from condominium units sold in the nine months ended
September 30, 2001 compared to the same period in 2000, as also discussed above.

Purgatory  Ski  Resort  ("Purgatory")  is  a  ski and mountain recreation resort
covering 2,500 acres, situated on 40 miles of terrain with 75 ski trails located
near  Durango,  Colorado.  Purgatory  receives the majority of its revenues from
winter  ski  operations,  primarily  ski,  lodging, retail and food and beverage
services,  with  the  remainder  of  revenues  generated  from  summer  outdoor
activities,  such  as  alpine  sliding  and  mountain  biking.

During  the  nine  months  ended  September  30,  2001, Purgatory recorded total
revenues of $12,014,674 compared to $9,693,552 for the same period of 2000.  The
increase  in  total  revenues  from  2000 to 2001 of $2,321,122 is the result of
improved  weather  conditions  during  the  winter  season,which  attracted more
skiers.  Improved  weather  conditions  resulted  in  the  resort  supporting
approximately  240,000  skiers  for  the  nine  months  ended September 30, 2001
compared  to  176,000  skiers  in  the  same  period  of  2000.

Total  expenses  were  $11,542,289  for the nine months ended September 30, 2001
compared  to  $11,388,497  for  the  same period in 2000.  The increase in total
expenses  for  the  nine  months  ended  September 30, 2001 compared to the same
period  in  2000 of $153,792 is a result of an increase in operating expenses of
$423,771, due to an increase in the number of skiers, discussed above, offset by
a  decrease  in  financing  costs  of  $296,979.



NOTE  13  -  NEW  ACCOUNTING  PRONOUNCEMENTS
--------------------------------------------

In  June  2001,  the  Financial  Accounting Standards Board issued Statements of
Financial  Accounting  Standards  ("SFAS") No. 141, "Business Combinations", and
SFAS  No.  142,  "Goodwill  and  Other  Intangible  Assets",  (collectively  the
"Statements")  effective  for  fiscal  years  beginning after December 15, 2001.
Under  the  new  rules, goodwill and intangible assets deemed to have indefinite
lives will no longer be amortized but will be subject to annual impairment tests
in  accordance with the Statements.  Other intangible assets will continue to be
amortized  over  their  useful  lives.

The  Trust  will  apply  the  new  rules  on  accounting  for goodwill and other
intangible  assets  beginning  in the first quarter of 2002.  Application of the
nonamortization  provisions  of Statements is not anticipated to have a material
impact on the Trust's financial statements.  During 2002, the Trust will perform
the  first  of  the  required  impairment tests of goodwill and indefinite lived
intangible  assets  as  of  January  1, 2002 and has not yet determined what the
effect  of  these  tests  will  be on the earnings and financial position of the
Trust.

In  October  2001, the Financial Accounting Standards Board issued SFAS No. 144,
"Accounting  for the Impairment or Disposal of Long-Lived Assets, which replaces
SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets and Long-Lived
Assets  to  be  Disposed of".  SFAS No. 144 provides updated guidance concerning
the  recognition  and  measurement  of  an  impairment loss for certain types of
long-lived  assets,  expands  the scope of a discontinued operation to include a
component  of  an  entity  and eliminates the current exemption to consolidation
when  control  over  a  subsidiary  is  likely  to be temporary. SFAS No. 144 is
effective  for  fiscal  years  beginning  after  December  15,  2001.

The  Trust will apply the new rules on accounting for the impairment or disposal
of  long-lived  assets  beginning  in  the  first  quarter of 2002, which is not
anticipated  to  have  an  impact on the Trust's earnings or financial position.



<PAGE>
                                     ------

                                   AFG  INVESTMENT  TRUST  B

                                    FORM 10-Q

                         PART I.  FINANCIAL INFORMATION


Item 2.  Management's Discussion and Analysis of Financial Condition and Results
--------------------------------------------------------------------------------
of  Operations.
---------------

Certain  statements  in  this  quarterly  report  of AFG Investment Trust B (the
"Trust")  that  are  not historical fact constitute "forward-looking statements"
within  the  meaning of the Private Securities Litigation Reform Act of 1995 and
are  subject  to  a  variety  of risks and uncertainties.  There are a number of
important  factors  that  could  cause  actual results to differ materially from
those  expressed  in  any  forward-looking statements made herein. These factors
include, but are not limited to, the collection of the Trust's contracted rents,
the  realization of residual proceeds for the Trust's equipment, the performance
of  the  Trust's  non-equipment  assets,  and  future  economic  conditions.

The  Investment  Company  Act  of  1940  (the  "Act") places restrictions on the
capital  structure  and  business activities of companies registered thereunder.
The  Trust  has  active  business operations in the financial services industry,
primarily  equipment  leasing,  and  in  the  real  estate  industry through its
interest  in  EFG  Kirkwood  LLC  ("EFG Kirkwood"). The Trust does not intend to
engage  in  investment activities in a manner or to an extent that would require
the  Trust  to  register  as an investment company under the Act. However, it is
possible  that the Trust may unintentionally engage in an activity or activities
that  may be construed to fall within the scope of the Act. The Managing Trustee
is  engaged  in  discussions  with  the  staff  of  the  Securities and Exchange
Commission  regarding  whether or not the Trust may be an inadvertent investment
company  by  virtue  of  its  recent  acquisition  activities.  If the Trust was
determined  to  be  an  investment  company,  its  business  would  be adversely
affected.  The  Act,  among  other  things, prohibits an unregistered investment
company  from  offering  securities  for  sale  or  engaging  in any business or
interstate  commerce.  The  Managing  Trustee has consulted counsel and believes
that the Trust is not an investment company.  If necessary, the Trust intends to
avoid  being  deemed  an investment company by disposing of or acquiring certain
assets  that  it  might  not  otherwise  dispose  of  or  acquire.

The  events  of  September  11,  2001 and the slowing U.S. economy could have an
adverse effect on market values for the Trust's  assets and the Trust's  ability
to  negotiate  future  lease  agreements.  Notwithstanding  the  foregoing,  it
currently  is  not  possible for the Managing Trustss to determine the long-term
effects,  if  any, that these events may have on the economic performance of the
Trust's  equipment  portfolio.  Approximately  34%  of  the  Trust's  equipment
portfolio consists of commercial jet aircraft.  The events of September 11, 2001
adversely  affected  market demand for both new and used commercial aircraft and
weakened  the  financial  position  of most airlines.  While it is currently not
possible  for  the Managing Trustee to determine the ultimate long-term economic
consequences of these events to the Trust, the Managing Trustee expects that the
resulting decline in air travel will suppress market prices for used aircraft in
the  short  term  and  could inhibit the viability of the airline industry.   At
September  30,  2001, the Trust has collected all rents owed to it in connection
with its aircraft.  In addition, through its membership interest in EFG Kirkwood
LLC,  the  Trust  has  an  interest  in  two ski resorts that could be adversely
affected  by  potential declines in vacation travel resulting from the events of
September  11,  2001.  The  Managing  Trustee  is monitoring developments in the
airline  and  resort  industries  and  will  continue  to  evaluate  potential
implications  to  the  Trust's  financial  position  and  future  liquidity.


Segment  Reporting
------------------

The Trust has two principal operating segments: 1) Equipment Leasing and 2) Real
Estate  Ownership,  Development  &  Management.  The  Equipment  Leasing segment
includes the management of the Trust's equipment lease portfolio and the Trust's
interest  in MILPI Holdings, LLC ("MILPI").  MILPI owns MILPI Acquisition Corp.,
("MILPI  Acquisition")  which  owns  the majority interest in PLM International,
Inc.,  ("PLM")  an  equipment  leasing  and  asset management company.  The Real
Estate  segment includes the ownership, management and development of commercial
properties,  recreational  properties,  condominiums,  interval ownership units,
townhomes,  single  family  homes  and  land sales through the Trust's ownership
interests  in  EFG  Kirkwood.

The  Trust's  reportable  segments  offer different products or services and are
managed  separately  because  each  requires  different operating strategies and
management  expertise.  There  are  no material intersegment sales or transfers.

Segment  information  for the three and nine months ended September 30, 2001 and
2000  is  summarized  below.
<TABLE>
<CAPTION>
                                             Three months ended     Nine months ended
                                                September 30,        September 30,
                                            2001        2000        2001        2000
<S>                                      <C>         <C>         <C>         <C>
Total Income:
   Equipment leasing                     $ 423,169   $ 359,400   $  924,128  $1,210,860
   Real estate                            (292,956)   (286,560)     119,433     (64,101)
                                         ----------  ----------  ----------  -----------
     Total                               $ 130,213   $  72,840   $1,043,561  $1,146,759
                                         ==========  ==========  ==========  ===========

Operating Expenses, Management Fees
  and Other Expenses:
   Equipment leasing                     $ 196,127   $  85,167   $  648,107  $  225,513
   Real estate                              16,212       4,207       43,684       7,805
                                         ----------  ----------  ----------  -----------
     Total                               $ 212,339   $  89,374   $  691,791  $  233,318
                                         ==========  ==========  ==========  ===========

Interest Expense:
   Equipment leasing                     $   8,482   $  11,424   $   19,803  $   35,182
   Real estate                                   -           -            -           -
                                         ----------  ----------  ----------  -----------
     Total                               $   8,482   $  11,424   $   19,803  $   35,182
                                         ==========  ==========  ==========  ===========

Depreciation and Amortization Expense:
   Equipment leasing                     $  23,051   $  32,487   $   82,476  $  103,442
   Real estate                                   -           -            -           -
                                         ----------  ----------  ----------  -----------
     Total                               $  23,051   $  32,487   $   82,476  $  103,442
                                         ==========  ==========  ==========  ===========

 Net Income (Loss)                       $(113,659)  $ (60,445)  $  249,491  $  774,817
                                         ==========  ==========  ==========  ===========
</TABLE>




Three  and  nine  months ended September 30, 2001 compared to the three and nine
--------------------------------------------------------------------------------
months  ended  September  30,  2000:
------------------------------------

Results  of  Operations
-----------------------

Equipment  Leasing
------------------

For  the  three  and  nine  month  periods  ended  September 30, 2001, the Trust
recognized  lease  revenue  of  $123,472 and $407,245, respectively, compared to
$238,160  and  $801,568, respectively, for same periods in 2000. The decrease in
lease  revenue  from 2000 to 2001 resulted primarily from lease term expirations
and  the  sale  of equipment.  Future lease term expirations and equipment sales
will  result  in  a  reduction  in  the  lease  revenue  recognized.

The Trust's equipment portfolio includes certain assets in which the Trust holds
a  proportionate ownership interest.  In such cases, the remaining interests are
owned  by  an  affiliated equipment leasing program sponsored by Equis Financial
Group  Limited  Partnership  ("EFG").  Proportionate equipment ownership enables
the  Trust  to further diversify its equipment portfolio by participating in the
ownership of selected assets, thereby reducing the general levels of risk, which
could  result  from  a  concentration  in any single equipment type, industry or
lessee.  The  Trust  and  each  affiliate  individually report, in proportion to
their  respective  ownership  interests,  their  respective  shares  of  assets,
liabilities,  revenues,  and  expenses  associated  with  the  equipment.

In  June  2001,  the  Trust  and  certain  affiliated  investment  programs
(collectively,  the  "Reno  Programs")  executed  an agreement with the existing
lessee  to early terminate the lease with Reno Air, Inc. ("Reno") of a McDonnell
Douglas  MD-87  aircraft that had been scheduled to expire in January 2003.  The
Reno  Programs  received  an  early termination fee of $840,000 and a payment of
$400,000  for  certain  maintenance required under the existing lease agreement.
The Trust's share of the early termination fee was $74,424, which was recognized
as  operating  lease revenue during the nine months ended September 30, 2001 and
its  share  of  the  maintenance  payment  was  $35,440,  which  is accrued as a
maintenance  obligation  at September 30, 2001.  Coincident with the termination
of  the  Reno  lease,  the aircraft was re-leased to Aerovias de Mexico, S.A. de
C.V.  for  a  term  of  four  years.  The  Reno  Programs  will receive rents of
$6,240,000  over  the  lease  term,  of  which  the  Trust's  share is $552,864.

Interest  income  for  the three and nine month periods ended September 30, 2001
was  $10,267  and  $64,400,  respectively,  compared  to  $94,054  and $272,352,
respectively,  for  the  same  periods  in  2000.  Generally  interest income is
generated  from  the temporary investment of rental receipts and equipment sales
proceeds  in  short-term  instruments.  The  amount of future interest income is
expected  to  fluctuate as a result of changing interest rates and the amount of
cash  available  for  investment,  among  other  factors.

During the three and nine month periods ended September 30, 2001, the Trust sold
equipment  having a net book value of $739 and $68,021, respectively to existing
lessees  and  third  parties.  These sales resulted in a net gain, for financial
statement  purposes,  of  $5,382  and  $75,620,  respectively.

During the three and nine month periods ended September 30, 2000, the Trust sold
fully  depreciated  equipment  and equipment having a net book value of $91,452,
respectively,  to existing lessees and third parties.  These sales resulted in a
net  gain,  for  financial  statement  purposes,  of  $16,000  and  $36,124,
respectively.

It  cannot  be determined whether future sales of equipment will result in a net
gain or a net loss to the Trust, as such transactions will be dependent upon the
condition  and type of equipment being sold and its marketability at the time of
sale.  In  addition, the amount of gain or loss reported for financial statement
purposes  is  partly  a  function  of  the  amount  of  accumulated depreciation
associated  with  the  equipment  being  sold.

The  ultimate  realization  of  residual  value  for  any  type  of equipment is
dependent  upon  many  factors,  including  EFG's  ability  to sell and re-lease
equipment.  Changing market conditions, industry trends, technological advances,
and  many  other  events can converge to enhance or detract from asset values at
any  given  time.  EFG  attempts  to  monitor these changes in order to identify
opportunities  which  may  be  advantageous to the Trust and which will maximize
total  cash  returns  for  each  asset.

The  total  economic  value  realized  upon  final  disposition of each asset is
comprised  of all primary lease term revenue generated from that asset, together
with its residual value.  The latter consists of cash proceeds realized upon the
asset's  sale  in  addition to all other cash receipts obtained from renting the
asset on a re-lease, renewal or month-to-month basis.  The Trust classifies such
residual  rental payments as lease revenue.  Consequently, the amount of gain or
loss  reported  in the financial statements is not necessarily indicative of the
total  residual  value  the  Trust  achieved  from  leasing  the  equipment.

During  the  nine  months  ended  September  30, 2000, the Trust sold investment
securities  having  a  book value of $32,132, resulting in a gain, for financial
statement  purposes,  of  $21,520.

On March 8, 2000, the Trust and three affiliated trusts entered into a guarantee
agreement  whereby  the  trusts,  jointly  and severally, guaranteed the payment
obligations  under  a  master lease agreement between Echelon Commercial LLC, as
lessee,  and Heller Affordable Housing of Florida, Inc., and two other entities,
as lessor. (See Note 10 to the financial statements.)   During the quarter ended
September 30, 2001, the requirements of the guarantee agreement were met and the
Trust  received  payment for all outstanding amounts totaling $74,112, including
$29,571  of income related to the guarantee agreement recognized during the nine
months  ended  September  30,  2001.  During the nine months ended September 30,
2000,  the  Trust  received  an upfront cash fee of $57,900 and recognized total
income  of  $79,296 from the guarantee.  The guarantee fee is reflected as Other
Income  on  the  accompanying Statement of Operations.  The Trust has no further
obligations  under  the  guarantee  agreement.

Depreciation  expense for the three and nine months ended September 30, 2001 was
$15,567  and  $65,881,  respectively,  compared  to  $32,487  and  $103,442,
respectively,  for  the same periods in 2000.  For financial reporting purposes,
to the extent that an asset is held on primary lease term, the Trust depreciates
the difference between (i) the cost of the asset and (ii) the estimated residual
value  of  the  asset  on a straight-line basis over such term.  For purposes of
this  policy,  estimated residual values represent estimates of equipment values
at  the  date  of primary lease expiration.  To the extent that an asset is held
beyond  its  primary lease term, the Trust continues to depreciate the remaining
net  book value of the asset on a straight-line basis over the asset's remaining
economic  life.

Interest  expense  for  the  three  and nine months ended September 30, 2001 was
$8,482 and $19,803, respectively, compared to $11,424 and $35,182, respectively,
for  the  same periods in 2000.  Interest expense will decrease in the future as
the  principal  balance  of  notes payable is reduced through the application of
rent  receipts  to  outstanding  debt.

Management  fees  related  to  equipment  leasing  were  $1,771  and  $15,960,
respectively, for the three and nine months ended September 30, 2001 and $11,760
and  $43,407,  respectively,  for the same periods in 2000.  Management fees are
based on 5% of gross lease revenue generated by operating leases and 2% of gross
lease  revenue  generated by full payout leases, subject to certain limitations.
In  addition,  management  fees  included  a  fee of 1% of the cost of the MILPI
interests.

Operating  expenses  were $194,356 and $632,147 during the three and nine months
ended September 30, 2001 compared to $73,407 and $182,106, respectively, for the
same  periods  in  2000.  In  2001,  operating  expenses  included approximately
$113,000  for  ongoing  legal  matters.  Operating  expenses  also  included
approximately  $66,000  of costs reimbursed to EFG as a result of the successful
acquisition  of  the  PLM  common  stock  by MILPI Acquisition and approximately
$151,000  of  costs  related  to  aircraft  maintenance  and  the re-lease of an
aircraft  in  June  2001.  In conjunction with the acquisition of the PLM common
stock,  EFG  became  entitled to recover certain out of pocket expenses which it
had  previously  incurred.  Other  operating  expenses  consist  primarily  of
administrative  charges,  professional  service  costs,  such as audit and legal
fees,  as well as printing, distribution and remarketing expenses. The amount of
future  operating  expenses  cannot  be  predicted with certainty; however, such
expenses  are  usually higher during the acquisition and liquidation phases of a
trust.  Other  fluctuations typically occur in relation to the volume and timing
of  remarketing  activities.

During  the  three  and nine months ended September 30, 2001, the Trust recorded
income  of  $278,974  and $343,714, respectively, from its ownership interest in
MILPI.  This  income  represents  the  Trust's  share of the net income of MILPI
recorded  under  the equity method of accounting.  The Trust recorded $7,484 and
$16,595,  respectively,  of  amortization  expense for the three and nine months
ended  September 30, 2001, which related to the goodwill recorded at the time of
the acquisition of the PLM common stock by MILPI Acquisition. (See Note 7 to the
financial  statements.)

The  Trust's  income  from  MILPI results from MILPI's indirect ownership of PLM
common  stock  acquired in February 2001.  PLM is an equipment leasing and asset
management  company.

During  the  three  and  nine  months  ended  September 30, 2001, PLM recognized
operating  revenues  of  approximately  $3,434,000 and approximately $8,770,000,
respectively.  Revenues  for  the  three  months  ended  September  30, 2001 are
comprised  primarily  of  management  fees  of  approximately  $1,375,000  and
$1,847,000  of  acquisition  and  lease negotiation fees.  Revenues for the nine
months  ended  September  30, 2001 are comprised primarily of management fees of
approximately  $4,362,000,  acquisition  and  lease  negotiation  fees  of
approximately  $2,032,000  and operating lease income of approximately $695,000.

During  the  three and nine months ended September, 30, 2001, PLM incurred total
operating  expenses  of  approximately  $1,216,000 and approximately $5,665,000,
respectively.  Operating  expenses for the three months ended September 30, 2001
are  comprised primarily of general and administrative expenses of approximately
$658,000  and  operations  support  expenses of approximately $453,000.  For the
nine months ended September 30, 2001, operating expenses are comprised primarily
of  general  and  administrative  expenses  of  approximately  $4,054,000  and
operations  support  expenses  of approximately $1,092,000, which include salary
and  office-related  expenses  for  operational  activities.

During  the three and nine months ended September 30, 2001, PLM recognized other
income  of  approximately  $101,000  and  $270,000,  approximately,  comprised
primarily  of  interest income earned on investments.  During the three and nine
months  ended  September  30,  2001,  PLM  also  incurred  income tax expense of
approximately  $882,000  and  $1,304,000,  respectively.


Real  Estate
------------

Management fees for non-equipment assets were $16,212 and $43,684, respectively,
for  the  three  and nine months ended September 30, 2001 compared to $4,207 and
$7,805,  respectively,  for  the  same  periods  in  2000.  Management  fees for
non-equipment  assets,  excluding  cash, are 1% of such assets under management.

The  Trust  has  an  ownership interest in EFG Kirkwood. EFG Kirkwood is a joint
venture  among  the  Trust,  certain  affiliated  Trusts  and Semele Group, Inc.
("Semele")  and  is managed by AFG ASIT Corporation. EFG Kirkwood is a member in
two  joint  ventures,  Mountain  Resort  Holdings  LLC  ("Mountain  Resort") and
Mountain  Springs  Resort  LLC ("Mountain Springs"). See Note 6 to the financial
statements.

Mountain  Resort,  through four wholly owned subsidiaries, owns and operates the
Kirkwood  Mountain Resort, a ski resort located in northern California, a public
utility that services the local community, and land that is held for residential
and commercial development. Mountain Springs, through a wholly owned subsidiary,
owns  a  controlling  interest in the Purgatory Ski resort in Durango, Colorado.

For  the  three  and  nine  month  periods  ended  September 30, 2001, the Trust
recorded  a  loss  of  $292,956  and  income of $119,433, respectively, from its
ownership  interest  in  EFG  Kirkwood.  For  the  three  and  nine months ended
September  30,  2000,  the  Trust  recorded  a  loss  of  $286,560  and $64,101,
respectively,  from  its  ownership interest in EFG Kirkwood. This income (loss)
represents  the  Trust's share of the net income (loss) of EFG Kirkwood recorded
under  the  equity  method  of  accounting.  Due  to  the seasonal nature of EFG
Kirkwood's  operations, the financial results of the three and nine months ended
September 30, 2001 and 2000 may not be indicative of future periods  (See Note 6
to  the  financial  statements).

Mountain Resort is primarily a ski and mountain recreation resort with more than
2,000 acres of terrain, located approximately 32 miles south of Lake Tahoe.  The
resort  receives  approximately  70% of its revenues from winter ski operations,
primarily ski, lodging, retail and food and beverage services with the remainder
of  the  revenues  generated  from summer outdoor activities, including mountain
biking,  hiking  and  other  activities.  Other operations include a real estate
development  division, which has developed and is managing a 40-unit condominium
residential  and commercial building, an electric and gas utility company, which
operates  as  a regulated utility company and provides electric and gas services
to  the  Kirkwood  community,  and  a  real  estate  brokerage  company.

During  the nine months ended September 30, 2001, Mountain Resort recorded total
revenues  of  $22,378,487  compared  to $21,649,975 for the same period in 2000.
The  increase  in  total revenues from 2000 to 2001 of $728,512 is the result an
increase  in  ski-related  revenues  offset by a decrease in residential-related
revenues.

Ski-related  revenues  and  other  operations  revenues  increased approximately
$2,350,000  and  approximately $927,000, respectively, for the nine months ended
September  30,  2001  compared  to  the  same  period  in 2000.  The increase in
ski-related revenues resulted from improved weather conditions during the winter
season,  which  attracted  more skiers.  Improved weather conditions resulted in
the  resort supporting approximately 260,000 skiers for the nine months ended in
2001  as  compared  to  181,000  for  the  same  period  in  2000.

Residential-related  revenues  decreased  approximately  $2,549,000 for the nine
months  ended 2001 as compared to 2000.  Construction was completed on a 40-unit
condominium  residential  and  commercial  building  in  December  1999 and as a
result,  a  significant number of condominium sales closed in January 2000.  For
the  nine  months  ended  September  30,  2001,  residential  revenues  were
approximately  $513,000  compared  to  residential  revenues  of  approximately
$3,062,000  for  the  same  period  in  2000.

During  the  nine  months  ended  September  30,  2001,  Kirkwood recorded total
expenses of $21,535,057 compared to $20,322,407 for the same period in 2000. The
increase  in  total  expenses  of  $1,212,650 from 2000 to 2001 is the result an
increase  in  ski-related  expenses  offset by a decrease in residential-related
expenses.

Ski-related  expenses  and  other  operations  expenses  increased approximately
$2,392,000  and approximately $555,000, respectively, as a result of an increase
in  ski-related  revenues  and  other  operations  revenues, as discussed above.
Residential-related expenses decreased approximately $1,734,000 as a result of a
decrease  in  cost of sales from condominium units sold in the nine months ended
September 30, 2001 compared to the same period in 2000, as also discussed above.

Purgatory  Ski  Resort  ("Purgatory")  is  a  ski and mountain recreation resort
covering 2,500 acres, situated on 40 miles of terrain with 75 ski trails located
near  Durango,  Colorado.  Purgatory  receives the majority of its revenues from
winter  ski  operations,  primarily  ski,  lodging, retail and food and beverage
services,  with  the  remainder  of  revenues  generated  from  summer  outdoor
activities,  such  as  alpine  sliding  and  mountain  biking.

During  the  nine  months  ended  September  30,  2001, Purgatory recorded total
revenues of $12,014,674 compared to $9,693,552 for the same period of 2000.  The
increase  in  total  revenues  from  2000 to 2001 of $2,321,122 is the result of
improved  weather  conditions  during  the  winter  season,which  attracted more
skiers.  Improved  weather  conditions  resulted  in  the  resort  supporting
approximately  240,000  skiers  for  the  nine  months  ended September 30, 2001
compared  to  176,000  skiers  in  the  same  period  of  2000.

Total  expenses  were  $11,542,289  for the nine months ended September 30, 2001
compared  to  $11,388,497  for  the  same period in 2000.  The increase in total
expenses  for  the  nine  months  ended  September 30, 2001 compared to the same
period  in  2000 of $153,792 is a result of an increase in operating expenses of
$423,771, due to an increase in the number of skiers, discussed above, offset by
a  decrease  in  financing  costs  of  $296,979.



Liquidity  and  Capital  Resources  and  Discussion  of  Cash  Flows
--------------------------------------------------------------------

The  Trust  by  its  nature  is  a  limited  life entity.  The Trust's principal
operating  activities  derive  from asset rental transactions.  Accordingly, the
Trust's  principal  source of cash from operations is provided by the collection
of  periodic  rents.  These  cash  inflows  are  used  to  satisfy  debt service
obligations  associated  with  leveraged  leases, and to pay management fees and
operating  costs.  Operating  activities generated net cash outflows of $103,159
and  net  cash  inflows of $868,652 for the nine months ended September 30, 2001
and  2000,  respectively. Future renewal, re-lease and equipment sale activities
will  cause  a decline in the Trust's lease revenue and corresponding sources of
operating  cash.  Expenses associated with rental activities, such as management
fees,  also  will  decline  as the Trust remarkets its equipment.  The amount of
future interest income is expected to fluctuate as a result of changing interest
rates  and  the  level  of  cash  available for investment, among other factors.

At  lease  inception,  the  Trust's  equipment  was  leased  by  a  number  of
creditworthy,  investment-grade  companies  and,  to  date,  the  Trust  has not
experienced any material collection problems and has not considered it necessary
to  provide  an  allowance  for  doubtful  accounts.  Notwithstanding a positive
collection  history, there is no assurance that all future contracted rents will
be  collected  or  that  the  credit  quality  of  the  Trust's  leases  will be
maintained.  The credit quality of an individual lease may deteriorate after the
lease  is  entered  into.  Collection  risk  could  increase  in  the  future,
particularly as the Trust remarkets its equipment and enters re-lease agreements
with  different  lessees.  The  Managing  Trustee  will continue to evaluate and
monitor  the  Trust's  experience in collecting accounts receivable to determine
whether  a  future  allowance  for  doubtful  accounts  may  become appropriate.

At September 30, 2001, the Trust was due aggregate future minimum lease payments
of  $510,542  from  contractual  lease  agreements  (see Note 4 to the financial
statements),  a  portion of which will be used to amortize the principal balance
of  notes  payable  of  $444,967  (see  Note  9  to  the  financial statements).
Additional  cash  inflows  will  be realized from future remarketing activities,
such  as  lease  renewals  and  equipment  sales, the timing and extent of which
cannot  be  predicted  with certainty.  This is because the timing and extent of
equipment  sales is often dependent upon the needs and interests of the existing
lessees.  Some  lessees  may choose to renew their lease contracts, while others
may elect to return the equipment.  In the latter instances, the equipment could
be  re-leased  to  another  lessee  or sold to a third party.  Accordingly, as a
greater  level of the Trust's equipment assets become available for remarketing,
the  cash  flows  of  the  Trust  will  become  less  predictable.

Cash  expended  for  asset  acquisitions  and  cash realized from asset disposal
transactions  are  reported  under  investing  activities  on  the  accompanying
Statement  of  Cash  Flows.

In  December  2000,  the  Trust  and  three affiliated Trusts (collectively, the
"Trusts")  formed  MILPI,  which  formed  MILPI  Acquisition,  a  wholly  owned
subsidiary  of  MILPI.  The  Trusts  collectively  paid  $1.2  million for their
membership interest in MILPI and MILPI purchased the shares of MILPI Acquisition
for  an  aggregate  purchase  price  of $1.2 million at December 31, 2000. MILPI
Acquisition  entered  into a definitive agreement (the "Agreement") with PLM, an
equipment  leasing and asset management company, for the purpose of acquiring up
to  100%  of  the  outstanding  common stock of PLM, for an approximate purchase
price  of up to $27 million. In connection with the acquisition, on December 29,
2000,  MILPI  Acquisition  commenced  a  tender offer to purchase any and all of
PLM's  outstanding  common  stock.

Pursuant  to the cash tender offer, MILPI Acquisition acquired approximately 83%
of  the  PLM  common  stock  in  February  2001  for  a  total purchase price of
approximately $21.7 million. Under the terms of the Agreement, with the approval
of  the  holders  of  50.1%  of  the  outstanding  common  stock  of  PLM, MILPI
Acquisition  will merge into PLM, with PLM being the surviving entity. PLM filed
a  proxy  statement  with  the Securities and Exchange Commission (the "SEC") on
February 9, 2001 for a special meeting of its shareholders to vote on the merger
proposal.  Because  MILPI  Acquisition  owns approximately 83% of the PLM common
stock,  its  vote alone would be sufficient to assure the approval of the merger
proposal  at  the special meeting and MILPI has agreed to vote all of its shares
in  favor  of the merger proposal. Once the merger is approved, the Trusts would
then  jointly own 100% of the outstanding common stock of PLM through their 100%
interest  in  MILPI.  However, completion of the SEC staff's review of the proxy
statement  for  approval  of the merger is dependent in part on the satisfactory
resolution  of  the  Trust's  discussions  with the staff regarding its possible
status  as  an  inadvertent  investment  company. If the merger is approved, the
Trusts  may  be  required  to  provide an additional $4.4 million to acquire the
remaining  approximate  17%  of  PLM's  outstanding  common  stock.

The  Trust  has  a  20%  membership interest in MILPI having an original cost of
$4,548,696.  The  cost  of  the  Trust's  interest  in  MILPI  reflects  MILPI
Acquisition's  cost  of  acquiring the common stock of PLM, including the amount
paid  for  the  shares  tendered  of  $4,355,145, a 1% acquisition fee paid to a
wholly-owned  subsidiary  of Semele of $43,551 and capitalized transaction costs
of  $150,000.  The capitalized transaction costs will be reimbursed by the Trust
to  MILPI  and  are  included  in  Accrued  Liabilities  -  Affiliates  on  the
accompanying  Statement of Financial Position at September 30, 2001.  During the
quarter  ended  June  30,  2001,  the  Trusts obtained additional information to
refine  the estimate of the fair values of the underlying net assets of MILPI at
February  9,  2001.  The  Trust's  cost  basis  in  its  interest  in  MILPI was
determined  to be approximately $210,000 greater than its equity interest in the
underlying  net  assets  of  MILPI at February 9, 2001. This difference is being
amortized over a period of 7 years beginning March 1, 2001. The amount amortized
is  included  as  an  offset  to  Interest in MILPI and was $16,595 for the nine
months  ended  September  30,  2001.  The Trust's ownership interest in MILPI is
accounted  for  on  the  equity  method,  as  discussed  above.

Equis  II  Corporation  has  voting  control of the Trusts and owns the Managing
Trustee  of  the  Trusts.  Semele  owns  Equis II Corporation. Mr. Engle and Mr.
Coyne,  who  are  a director and an officer of the Trust, respectively, are also
officers  and  directors  of, and own significant stock in, Semele. In addition,
Mr.  Engle  and  Mr.  Coyne  are  officers  and  directors of MILPI Acquisition.

During the nine months ended September 30, 2000, the Trust expended $411,376 for
its  interest  in  EFG  Kirkwood  (see  Note  6 to the financial statements) and
$50,500  on  other investments.  During the nine months ended September 30, 2001
and  2000,  the  Trust  realized  net  cash proceeds from equipment disposals of
$143,641  and  $127,576,  respectively.  Future  inflows  of cash from equipment
disposals  will vary in timing and amount and will be influenced by many factors
including,  but  not  limited to, the frequency and timing of lease expirations,
the  type  of  equipment  being  sold,  its condition and age, and future market
conditions.  The  Trust  also  realized  proceeds  from  the  sale of investment
securities  of  $53,652  during  the  nine  months  ended  September  30,  2000.

The  Trust  has  an  ownership interest in EFG Kirkwood. EFG Kirkwood is a joint
venture  among the Trust, certain affiliated Trusts and Semele and is managed by
AFG  ASIT  Corporation. EFG Kirkwood is a member in two joint ventures, Mountain
Resort  Holdings  LLC  ("Mountain  Resort")  and  Mountain  Springs  Resort  LLC
("Mountain  Springs").  See  Note  6  to  the  financial  statements.

Mountain  Resort,  through four wholly owned subsidiaries, owns and operates the
Kirkwood  Mountain Resort, a ski resort located in northern California, a public
utility that services the local community, and land that is held for residential
and commercial development. Mountain Springs, through a wholly owned subsidiary,
owns  a  controlling  interest in the Purgatory Ski resort in Durango, Colorado.

The risks generally associated with real estate include, without limitation, the
existence of senior financing or other liens on the properties, general or local
economic  conditions,  property  values, the sale of properties, interest rates,
real  estate  taxes,  other  operating  expenses,  the  supply  and  demand  for
properties  involved,  zoning  and environmental laws and regulations, and other
governmental  rules.

The  Trust's  involvement  in  real estate development also introduces financial
risks,  including  the potential need to borrow funds to develop the real estate
projects.  While  the  Trust's management presently does not foresee any unusual
risks  in  this  regard,  it  is possible that factors beyond the control of the
Trust,  its  affiliates  and joint venture partners, such as a tightening credit
environment,  could  limit  or  reduce  its  ability  to  secure adequate credit
facilities at a time when they might be needed in the future. Alternatively, the
Trust  could  establish joint ventures with other parties to share participation
in  its  development  projects.

Ski  resorts  are subject to a number of risks, including weather-related risks.
The  ski  resort business is seasonal in nature and insufficient snow during the
winter  season  can  adversely  effect the profitability of a given resort. Many
operators  of  ski resorts have greater resources and experience in the industry
than  the  Trust,  its  affiliates  and  its  joint  venture  partners.

Recent  changes  in  economic  condition  of the airline industry have adversely
affected  the  demand  for and market values for commercial jet aircraft.  These
changes  could  adversely  affect  the  operations of the Trust and the residual
value of the commercial jet aircraft.  Currently, the commercial jet aircraft in
which  the Trust has a proportionate ownership interest is subject to contracted
lease  agreements.

The  Trust  obtained  long-term  financing  in connection with certain equipment
leases.  The  origination  of such indebtedness and the subsequent repayments of
principal are reported as components of financing activities on the accompanying
Statement  of  Cash  Flows.  At  September  30,  2001,  the  Trust  had one debt
obligation  outstanding  pertaining  to  its  ownership  interest in an aircraft
leased  to Aerovias de Mexico, S.A. de C.V.  The note will be fully amortized by
the  contracted  lease payments at the expiration of the lease agreement in June
2005.

In  June  2001,  the  Trust  and  certain  affiliated  investment  programs
(collectively,  the  "Reno  Programs")  executed  an agreement with the existing
lessee, Reno, to early terminate the lease of a McDonnell Douglas MD-87 aircraft
that  had  been  scheduled  to  expire  in  January  2003.  Coincident  with the
termination of the Reno lease, the aircraft was re-leased to Aerovias de Mexico,
S.A.  de  C.V.  for  a term of four years (see Results of Operations).  The Reno
Programs  executed  a  debt  agreement  with  a new lender collateralized by the
aircraft  and assignment of the Aerovias de Mexico, S.A. de C.V. lease payments.
The  Reno  Programs  received  debt proceeds of $5,316,482, of which the Trust's
share  was  $471,038.  The  Trust  used  the  new debt proceeds and a portion of
certain  other  receipts  from  Reno  to  repay  the  outstanding balance of the
existing  indebtedness  related to the aircraft of $493,137 and accrued interest
and  fees  of  $7,347.

The  Managing  Trustee  evaluated  and  pursued  a  number  of  potential  new
acquisitions, several of which the Managing Trustee concluded had market returns
that  it  believed  were  less  than  adequate  given the potential risks.  Most
transactions  involved  the  equipment leasing, business finance and real estate
development  industries.  Although  the  Managing Trustee intends to continue to
evaluate  additional new investments, it anticipates that the Trust will be able
to  fund  these  new investments with cash on hand or other sources, such as the
proceeds  from  future  asset  sales  or refinancing and new indebtedness.  As a
result, the Trust declared a special cash distribution during the fourth quarter
of  1999  to  the  Trust  Beneficiaries  totaling $5,300,000, which was paid  in
January  2000.

After  the  special  distribution  in  January  2000,  the  Trust  adopted a new
distribution  policy  and  suspended  the  payment  of  regular  monthly  cash
distributions.  Looking  forward, the Managing Trustee presently does not expect
to  reinstate  cash  distributions  until expiration of the Trust's reinvestment
period  in  December  2001.  In  addition  to  maintaining  sale  proceeds  for
reinvestment,  the Managing Trustee expects that the Trust will retain cash from
operations  for  the  continued maintenance of the Trust's assets.  The Managing
Trustee  believes  that  this  change  in policy is in the best interests of the
Trust  over  the  long  term.

Historically,  cash  distributions  to  the  Managing  Trustee,  the  Special
Beneficiary and the Beneficiaries had been declared and generally paid within 45
days  following  the  end  of  each  calendar month.  No cash distributions were
declared  for either of the nine month periods ended September 30, 2001 or 2000.
In  any  given year, it is possible that Beneficiaries will be allocated taxable
income  in  excess of distributed cash. This discrepancy between tax obligations
and  cash  distributions  may or may not continue in the future, and cash may or
may not be available for distribution to the Beneficiaries adequate to cover any
tax  obligation.  The  Trust Agreement requires that sufficient distributions be
made  to  enable  the  Beneficiaries  to  pay any state and federal income taxes
arising  from  any  sale  or  refinancing  transactions,  subject  to  certain
limitations.

Cash  distributions  when  paid  to the Participants generally consist of both a
return  of  and a return on capital. Cash distributions do not represent and are
not  indicative  of  yield  on  investment. Actual yield on investment cannot be
determined  with  any  certainty  until  conclusion  of  the  Trust  and will be
dependent  upon the collection of all future contracted rents, the generation of
renewal and/or re-lease rents, the residual value realized for each asset at its
disposal  date,  and the performance of the Trust's non-equipment assets. Future
market  conditions,  technological  changes,  the  ability  of EFG to manage and
remarket  the  equipment, and many other events and circumstances, could enhance
or  detract from individual yields and the collective performance of the Trust's
equipment  portfolio.  The ability of the Managing Trustee and its affiliates to
develop  and  profitably manage its real estate assets and its interest in MILPI
will  impact  the  Trust's  overall  performance.

In  the  future,  the  nature of the Trust's operations and principal cash flows
will continue to shift from rental receipts to equipment sale proceeds.  As this
occurs,  the  Trust's cash flows resulting from equipment investments may become
more  volatile  in  that certain of the Trust's equipment leases will be renewed
and  certain  of  its  assets  will  be  sold.  In  some cases, the Trust may be
required  to  expend funds to refurbish or otherwise improve the equipment being
remarketed  in  order  to  make  it  more  desirable  to  a  potential lessee or
purchaser.  The  Trust's  Advisor, EFG, and the Managing Trustee will attempt to
monitor  and  manage these events in order to maximize the residual value of the
Trust's equipment and will consider these factors, in addition to new investment
activities,  the  collection  of  contractual rents, the retirement of scheduled
indebtedness,  and  the  Trust's  future  working  capital  requirements,  in
establishing  the  amount  and  timing  of  future  cash  distributions.

In  accordance  with the Trust Agreement, upon the dissolution of the Trust, the
Managing  Trustee will be required to contribute to the Trust an amount equal to
any  negative  balance,  which  may  exist in the Managing Trustee's tax capital
account.  At  December 31, 2000, the Managing Trustee had a positive tax capital
account  balance.  No  such  requirement  exists  with  respect  to  the Special
Beneficiary.


<PAGE>

                             AFG INVESTMENT TRUST B

                                    FORM 10-Q

                           PART II.  OTHER INFORMATION


<TABLE>
<CAPTION>



<S>           <C>

  Item 1.     Legal Proceedings
  .           Response:  None

  Item 2.     Changes in Securities
  .           Response:  None

  Item 3.     Defaults upon Senior Securities
  .           Response:  None

  Item 4.     Submission of Matters to a Vote of Security Holders
  .           Response:  None

  Item 5.     Other Information
  .           Response:  None

  Item 6(a).  Exhibits
  .           Response:  None

  Item 6(b).  Reports on Form 8-K
</TABLE>








<PAGE>




                                 SIGNATURE PAGE



Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.


                             AFG Investment Trust B


By:         AFG  ASIT  Corporation,  a  Massachusetts
              corporation  and  the  Managing  Trustee  of
              the  Registrant.


By:        ls/  Michael  J.  Butterfield
           -----------------------------
             Michael  J.  Butterfield
             Treasurer  of  AFG  ASIT  Corporation
             (Duly  Authorized  Officer  and
             Principal  Financial  and  Accounting  Officer)


Date:     November  19,  2001
          -------------------